The long-term goal of this multi-site trial is to reduce the increasing public health problems of need for formal care, hospitalization, and substantial loss of independence in the nation's growing older population. Persons over the age of 65 account for almost half of all days of care in short stay hospitals and constitute the majority of residents of nursing homes. Interventions that can postpone or prevent hospitalization or need for formal care, have much to contribute both to public health and to the quality of life among older people. The goal of this trial is to examine the effects of a cognitive intervention such as reasoning ability or memory training targeted to older adults who are at- risk for loss of independence. Outcome measures will be more proximal such as functional abilities (e.g., ADLs) and associated strongly with hospitalization and need for formal care. The impetus for this trial comes from a) the recent success of different cognitive, or related perceptual, intervention techniques at enhancing some aspects of ability or functioning; b) the increasing evidence that cognitive factors are associated with key public health outcomes such as hospitalization and death; and c) the increasing need to find preventative techniques that successfully maintain the quality of life of the older population. Despite these successes, no clear consensus exists on the likelihood of success of cognitive interventions at reducing the public health problems of hospitalization and need for formal care in the older population. Differences in the interventions, outcome measures, and samples have made generalizations across different findings impossible. This trial seeks to address these problems by testing a common intervention on a well defined population using common outcome measures. The trial will explore whether site-specific variations or specific sample characteristics limit the applicability of previous findings.